


Class Participation

by gongji



Series: Royal Sex Ed [2]
Category: Fire Emblem: If | Fire Emblem: Fates
Genre: Anal Sex, First Time, M/M, Oral Sex, Sex Education, Top Leo!
Language: English
Status: Completed
Published: 2018-04-12
Updated: 2018-04-12
Packaged: 2019-04-22 02:44:42
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 1
Words: 5,633
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/14299062
Author URL: https://archiveofourown.org/users/gongji/pseuds/gongji
Summary: A sequel toExtra Credit. Leo wants to prove he was paying attention during his last class. Time for him to demonstrate what he's learned!





	Class Participation

**Author's Note:**

  * For [doxian](https://archiveofourown.org/users/doxian/gifts).



> Written as a commission.

“Oh Milord,” Niles chuckles, sly smile giving shape to his lips as he steps into Leo’s room late one night. “I do love it when we meet like this.”

“Ahah,” came Leo’s half-hearted attempt at a laugh, hoping Niles wouldn’t notice the way he fidgets almost nervously under his gaze. “I take it you know why I’ve called you here, then?”

“Well, inquiring minds can assume,” and the playful lilt in Niles’ voice brings a smile to his own face, “But I’d love to hear it from you, of course.”

“You remember, _of course_ , the last time I called you to my chambers so late at night.” Leo leans against his desk, sitting against it just enough to cross his legs loosely at his ankles.

“Hm, which time are you referring to, milord?” Niles tilts his head, playing dumb. “Was it the time you needed me to untie your shoes after the laces had knotted? The time the candle across the room was still lit and you were already in bed? Or the time—”

“I’m referring to the time I called you and Odin here.” Leo’s voice shakes, just the slightest bit of unsteadiness—something he realizes as he speaks—and then scoffs at his own nervousness.

Niles looks around slowly—a pause for comedic effect—and then looks back at Leo. “Is Odin Dark late, milord? Shall I fetch him?”

“I didn’t call him tonight!” Leo’s voice rises, but then he reels himself back in and takes a deep breath to calm his nerves, attempting to collect himself. He clears his throat, and repeats himself, much calmer this time. “I didn’t call him tonight.” He looks and sounds incredibly anxious about something, and if Niles wasn’t already looking forward to what tonight would bring, he is now.

He looks Leo over for a moment, long enough to make Leo’s nervousness double and his fidgeting more pronounced, and a charming grin finds its way onto Niles’ face.

“Oh? Would Milord like me to teach you a few things tonight?” Niles sways a little, hoping his relaxed body language would help the young prince ease up a bit more. “And just me? I’ll be gentle, of course. Or not, depending.”

“Well,” Leo begins, and then stops. “Yes, but…” He picks up his old notebook, fingers idly flipping pages quickly—perhaps nerves.

And then Niles is close—so close and so fast that Leo didn’t even register the movement towards him until it was too late. He hovers in front of Leo, close enough that Leo feels the heat of his body but not enough to touch. “What would milord like from me tonight?” he says, and Leo’s breath catches, eyes darting between Niles’ low gaze and his lips so close to his own. _Too_ close, and Leo holds up his notebook in between them, pressing it against Niles’ mouth and avoiding eye contact. “Actually, I was hoping that you’d let me…” Leo trails off, and the way his cheeks and ears flush a pretty red in embarrassment makes Niles’ grin widen, Leo can feel it against the notebook in his hands, “that I could…”

That grin is gone in the next instant as Niles steps back and blinks once, dramatically long and slow, and raises his brows in some enigmatic expression that could be translated as a mix of surprise and wonder, if Leo studied it hard enough. “Ohhh, my, my, I didn’t know milord had these kinds of desires—”

“But of course only if you’d allow me—” Leo is quick to launch into a quick disclaimer, his nervous energy palpable, nearly stumbling over his words like he’d practiced them over and over in his head just before calling Niles in, but Niles is quick to interrupt him.

“Now, now, I would love to,” he says, his voice steady and gentle, because he doesn’t want to make Leo second-guess (or third- or fourth-guess, knowing his lord) the decision to even ask him at all.

And Leo, of course, in the brief moment of confusion he has yet to wipe from his face, opens his mouth to speak, closes it, then opens it to let a jumble of words fall out. “I— But the—Odin, last time you—” He stops and pauses again to recollect himself with another quick breath, then gives it another shot. “You didn’t do… that… last time.”

“Last time indeed! You can certainly categorize people as a top or a bottom, but not everyone is one thing. Did I not teach you that?” Niles responds, arms raising to cross over his chest.

Leo, who is now remembering the embarrassing assortment of distracted scribbles that were supposed to be his notes from last time, flushes a hot pink. “I… don’t think so, no.”

Niles hums and brings his finger to his chin, where he taps it playfully. “Let’s go through your notes. We can revisit what I’ve taught you, and you can go from there.”

“Okay,” Leo begins, taking a deep breath and opening his notebook to the pages that were actually clean and legible — before he lost his focus. “Let’s just start over again,” he continues, posture straightening. “Let’s redo this entire exchange.” Leo clears his throat, opening his notebook and slipping smoothly back into his usual regal persona. “Niles,” Leo says, and Niles smiles in response. Classic Leo. He imagines Leo rehearsing the way he’d planned for this exchange to go several times by himself, only for Niles to catch him off guard and ruin it all. It makes Niles’ heart swell, warmth settling in his chest, reminding him once again how very fond he is of Leo.

“You gave me instruction on how to perform with someone else receiving,” Leo says, voice confident as he flips a page, pretending his notes are legible. “So, I propose we approach it that way. After all, that was the reason why I had asked for it previously.” And then his confidence falters as he pauses, blushing hard despite the way he’d rehearsed for this moment, and he looks away, once again, backtracking. “Again, of course… if you would allow me.”

Niles chuckles, a deep and hearty laugh that makes his shoulders dip. “Milord, I would love nothing more than to offer you my body.”

Leo scrambles at Niles’ choice of words, nerves returning full force, “Y-you don’t have to make it sounds so dramatic! I simply aim to learn from your… expertise. Is that so wrong?”

Niles laughs again, a bit louder this time, and reaches out to gently brush away a stray lock of hair from the side of Leo’s face—a gesture that has Leo’s cheeks flushing a deep red at the slightest contact, and his breath hitches. “Who said it was wrong?” His voice is a low whisper, nearly a purr, and he beckons Leo over towards the bed. “Come, milord. We’ll have fun tonight.”

“We will _learn_ tonight,” Leo corrects him, but there’s no real malice behind it—he’s only putting up a front because he doesn’t want Niles to know the full extent of his excitement.

“Why can’t it be both?” Niles teases and reaches for Leo’s hand, using the motion to pull Leo further into his space. Leo stiffens and blushes deeper at the contact but doesn’t pull away, and Niles tries to ignore the giddy feeling that rises up inside him from having his lord so close. He has some teaching to do, after all. “Learning can be fun,” he says. “I suspect this certainly will be.”

Leo wants to protest, to remind Niles that this was purely for educational purposes, but the excuses sound hollow even to him—and when Niles’ warm hand settles on the side of his face, thumb brushing over his cheek, his mind goes blank. Slowly, Niles leans in, sly smile back in place, and right before their lips make contact he stops. “Do you remember your first lesson?”

Leo licks his lips, trying desperately to pull the answer out of the haze that had begun to cloud his mind. Niles waits for him to speak, ever patient, chuckling softly underneath his breath as he watches Leo struggle to answer his question. Eventually, Leo does. “Foreplay is important,” Leo answers dutifully, and if Niles notices the way his voice cracks and wavers, he doesn’t let it show.

“Precisely,” Niles says, praise evident in the warmth of his tone. “Now, show me.”

Leo’s surprise at the statement is almost endearing in its intensity, and Niles suppresses his mirth, instead choosing to patiently wait for Leo to either work up the courage to do something or ask him for guidance. And to his own surprise, Leo does a little bit of both. He reaches up and mirrors Niles’ earlier touch, a hand resting against his cheek, then tugs him down into a kiss.

It’s clumsy, despite the way Leo searches through his memories of last time, trying to construct some sort of technique out of it. Niles lets him do what he likes at first, responding softly, gently, hands moving to rest on Leo’s waist where they squeeze him gently. Leo makes a noise into the kiss and stiffens, then relaxes, Niles’ touch all the reassurance he needed.

Slowly, but still perhaps a bit too eagerly, Niles begins to take over leading the kiss, tongue lapping at Leo’s lower lip, coaxing his mouth open. Leo almost shyly mimics the action, tongue sliding against Niles’ own, and is soon rewarded with a low groan. It doubles his enthusiasm, desire rising, and he presses flush against Niles’ chest, one hand raising to rest gingerly against the back of Niles’ neck, pulling him deeper into the kiss.

They continue like that for what Niles wishes was forever, with his lord holding him into the kiss he’d wanted for so long—until Niles breaks the kiss to breathe against Leo’s lips, a grin quick to curve his own. “Mm, you’re a quick learner, milord. But kissing isn’t all there is to foreplay, you know.”

The color on Leo’s cheeks deepens, a bold embarrassed crimson, and he struggles to collect his thoughts enough to form coherent speech—it’s hard, when the only thing he wants to focus on is the way Niles’ lips had fit so nicely against his own. Every part of him feels warm, and he can no longer tell if this is due to his frequent blushing or his desire. In truth, he had always wondered how it felt to kiss Niles like this. He smelled of musk and what reminds him perhaps of a smoky vanilla, and tasted pleasantly sweet. But in his heart—had he always felt this way for Niles? Was the growing heat at the pit of his stomach always there when he thought of his retainer, or was it only because he was pressed up against him with strong hands gripping at him in such a way that makes him feel—No, surely these nerves were not getting the better of him...

He succeeds at last in speaking, but only after licking his lips again, savoring Niles’ lingering taste. “Show me,” Leo demands, even though he can remember in vivid detail everything Niles had done to Odin as he lay beneath him. And Niles, despite how tempted he is to tease him about failing to review his notes (or taking any at all), decides to comply.

Niles trails a kiss towards Leo’s ear. “Of course, milord,” Niles breathes, voice low in his lord’s ear — it sends a shiver down Leo’s spine, gasp catching in this throat, knees feeling a bit weak in that moment. And when Niles’ lips find their way down his neck, each kiss electric-hot against his skin, Leo is almost certain his legs will give out on him. But Niles holds him firmly, hips grinding against him every so often, and with every touch Leo’s breath grows shorter. “Does it feel good, milord?” The sound of Niles’ voice brings him out of his current haze, and thankfully so, because Leo finds himself lips parted and feeling foolish in his pleasure. He knows he _has_ to feel good, and he does, but there was something about losing immediate control over himself that has him overthinking everything—how he breathes, how he grips the back of Niles’ shirt, how he stands… Things that Niles doesn’t even _see_ as he kisses along his neck, and yet they’re brought to the forefront of Leo’s mind with every touch of soft lips against supple skin.

“Don’t be nervous, milord,” Niles says then, pulling away from his neck to look him in the eye. But Leo finds it hard to maintain eye contact — tries, but finds himself looking away even without meaning to.

“Yes,” he replies, feeling somewhat small. “This is just new to me.”

“Oh, don’t overthink it, milord,” Niles hums. “That’s what we’re here to do. And by the end of this night you can safely say you’ll know all about this savory topic.” He knows how much Leo relishes being in control of the situation, the one who knows how things will play out, and how being the inexperienced one in this room is making him feel too green.

“U-unsavory,” Leo corrects, and Niles meets him with another kiss, wet and soft and open-mouthed, tongue lapping at his.

“Mmmh, that’s not what I’m tasting,” Niles says through another grin, barely pulling away, and Leo has to hold his breath just to keep himself together.

“I want to make you feel good, too,” Leo says as he bites his bottom lip. “I don’t want to do something wrong and hurt you.” And Niles smiles, warm and fond.

“You will. And you won’t hurt me. We’ll make sure of that, okay?” He winks, with a quick head tilt so that Leo knows it’s a wink, and not just a blink. “But first, let’s make you feel really good.”

“I-I am feeling really—” Leo’s words turn to mush when Niles’ tongue finds its way onto Leo’s neck, and then Leo feels pressure, wet and hot against his skin, and the way it sends full-bodied shivers up and down his spine is enough to make his pants feel tight. He exhales—a shaky sigh at the suddenness of it—and as Niles moves to suck on another part of his neck, Leo’s grip on his shirt grows tighter, hands trembling. With every wet flick of his tongue, every movement of his lips, Leo finds himself gasping as his pants feel tighter and tighter.

And then he speaks, his words even catching him by surprise. “Bite me,” he says, and the way Niles’ questioning “Mmm?” against his neck rockets down his spine and straight to his dick is intoxicating. “B-bite me,” he repeats, and Niles does, sinking his teeth alongside a lick and a suck and _Gods_ —Leo sees stars, he really does. He digs his nails into Niles’ back, choking back a moan at the base of his throat.

Niles slides his leg in between Leo’s then, bending his leg so that his thigh is at perfect height with Leo’s crotch. Even the slightest friction has Leo groaning. “I want you to use this. Grind against me.” Niles grinds his thigh against Leo’s crotch once, as an example, and then stops, waiting for Leo to follow. “Show me how much you want it.” Leo does, eagerly, his past apprehension seemingly gone, and Niles has to bite his lip at the sight. Leo rolls his hips in a fluid motion, sighing pleasantly at the way he catches Niles looking at him, and runs his hands down his retainer’s sides.

By this point, Leo was beyond ready to take off his pants. “I think it’s time for _you_ to show _me_ how much you want it,” he says, a growing smile appearing confident. Leo’s hands glide across Niles’ chest and then push him back gently, until the backs of his knees hit the side of the bed. “Tell me how much you want me to—” But then the words get caught at the back of his throat. Ah, Niles thinks, such a crude sentence is still hard for him to say. But he only smirks—well, looks as if he wants to laugh, really, but sits back on the bed and pulls Leo to him by the hem of his pants.

“Very good, milord,” he says, looking down at him with a sparkle in his eye. “And very much. What will you do?”

“I want—um,” Leo is given a few more seconds to think about what he wants to say when Niles kisses him again. “—to undress you.”

“Mm-hmm,” Niles puts his hands over Leo’s and guides them down to the hem of his shirt, so Leo can slide his hands up under. “Take it off, then.” Niles helps him pull off his shirt, letting him toss it aside.

Niles is just about to reach for the buttons on Leo’s shirt when Leo shoves him down on the bed with a playful look, getting on the bed and straddling him, hands slowly undoing the shirt buttons. “What was that one detail you taught me?” Leo says, keeping eye contact with Niles as he unbuttons his shirt slowly—one by one. “Something about teasing your partner?”

Niles smiles, pleased by his diligent student, and hopes with the way Leo straddles him, he can feel the stiff bulge pressing up at him from his pants. He rolls his hips up against him. “You’ve studied.”

“I am _very_ good at studying,” Leo says, trying very hard to make the sentence sound seductive, and tosses his shirt aside. He leans down to kiss Niles on his lips, and then moves to mimic the kisses elsewhere, trailing his tongue across his jawline and alongside the outer shell of his ear, before moving to kiss and bite his neck. He can feel the vibrations from Niles’ groans with every suck and bite, fascinated by the deep marks he leaves on his skin.

Leo closes his eyes, trying to remember what Niles did to Odin the last night they were all together like this, and trails kisses down Niles’ chest and stomach, stopping every now and then to look up at his retainer for reassurance. Eventually, he makes it down to the hem of Niles’ pants, and after an encouraging nod from Niles, Leo tugs everything down at once and is nearly embarrassed at what he sees. Niles notices it in the way his body tenses and, as much as he’d like to hide it, the wide blush that stretches all the way to his ears. “Nervous, milord?”

“Not nervous,” Leo says confidently. And then a pause. “Okay, yes nervous.”

“You don’t have to do anything you don’t want to do.”

“I’m _not_ doing anything I don’t want to do.” Leo says defiantly, and instead wraps a hand around Niles’ erection and begins to stroke it, jerking it almost mechanically, but Niles doesn’t really seem to mind. Yes, it’s not the best handjob he’s ever had, by far—but (shockingly) it’s also not the worst, so he supposes that’s something. And plus, it was _Leo_ touching him this way, so as far as he’s concerned, this was fine by him.

Niles is about to say something when the feeling of Leo’s mouth over his dick sends a surprised jolt through his body. “Oh?” Admittedly, this isn’t something he expected from Leo—not during their first time together, at least. “Milord, you don’t have—”

Leo moans with Niles’ dick in his mouth in reply, and Niles’ entire body shivers with delight.

“Okay, disregard then,” Niles says, pleased. He has half a mind to tell Leo he’s using just a bit too much teeth, but fears it might ruin the magic, so he lets it slide. Niles isn’t terribly bothered by it anyway, a sentiment perhaps shared only by a few. But it’s not long before Leo slides back up again, looking unsure, as if he’s insecure about his performance. Niles smiles again—it didn’t really matter to him how well Leo performed during his first real sexual experience, he was just happy Leo wanted to do this with him, even if it was just to prove he was paying attention during the last lecture. Even if it was just to boost his own ego.

“Hey,” Niles reaches over and cups Leo’s cheek tenderly. “You’re doing fine. Come here.” He guides Leo back up to him for a kiss, slow and sweet, trying to reassure him that he was, in fact, doing just fine.

Leo huffs an impatient sigh against Niles’ lips, gaze half-lidded and staring at how his mouth curves so neatly into his trademark smirk. He hovers for a while longer, and then pushes Niles back down. “I’m ready to keep going,” he says, “...If you are.”

Niles smiles up at him. “Are you sure you don’t want your first time to be on your wedding night?” he teases, watching the way Leo’s gaze on him intensifies at the very thought.

“There is no law dictating a Nohrian be chaste.”

“Ah, yes but a Nohrian prince?”

“...We won’t be talking about my undetermined future wedding now.”

“Of course, milord.”

Leo settles back in between Niles’ legs as soon as he’s made himself comfortable in bed, heart thumping away in his chest, unable to ignore the anticipation that comes with having Niles underneath him, ready and waiting. Niles just smirks up at him, waiting for him to continue, or to ask him what the next step would be, but Leo doesn’t give him that satisfaction—at least not immediately. Instead, he dips down to kiss the smirk right off of his face.

It’s wet and messy and it makes Leo shudder and moan, dick jumping in his pants. And when he pulls back to look at Niles again, he’s beyond pleased to find that Niles is in a similar state — dick hard and bobbing against his toned stomach. But before Niles can say anything, Leo is reaching for his dick, holding it much like he would his own, grip _just_ tight enough. And if the way Niles’ hips bucked into the grip was any indication, it was just how _he_ liked it, too.

“Mm, _just like that_ ,” Niles moans encouragingly through a smile when Leo swipes a thumb over the head, smearing precum. His hips shallowly rock up into Leo’s grip to give him a starting rhythm, and Leo quickly matches it, a thrill shooting up his spine at the way he has Niles underneath him.

Leo is tempted to try and get Niles off like this, if only because he is so enraptured with the way he moans, eye slipping shut and mouth parted, but he remembers what is to come and quivers just the slightest in anticipation, nerves long forgotten in the wake of his desire. And yet he can’t bring himself to stop, even for a moment—Niles’ every moan drawing him back in each time, flaming his desire.

“Milord,” Niles says finally, breathless—a warning—a hand raising to Leo’s wrist, wrapping his fingers around it and squeezing. “Milord, I appreciate your enthusiasm, but if you keep at this _—ah—_ we may finish a bit sooner than you’d like.” Truly, Niles has more stamina than this, but having Leo jerking him off like this is almost too much for him to handle, heart racing, breath short. He’d be embarrassed about how quickly he’d been brought to the edge, but thankfully Leo has no idea how this is supposed to go.

But Leo pays him no mind. In fact, he speeds up his pace at Niles’ comment, licking his lips, watching how Niles’ breath catches, fingers tightening around his wrist. Niles groans, his other hand gripping at the sheets underneath him, gathering the fabric into his fist as his hips buck again, and again.

And then Leo finally pulls himself out of his fascination, hand slowing and stopping, and the _whine_ that spills from in between Niles’ lips blindsides Leo.

Once Niles collects himself he gives a shaky laugh, regarding Leo with an amused expression. “Edging, a supplementary lesson you’ve already learned, I see,” he says, almost panting. “You always find a way to surprise me, Milord,” he teases, and Leo shakes his head and chooses to ignore him, though his own lips curl into a smile.

“There is much we are bound to discover about each other,” Leo replies, and the implication that this would be a continuous thing hangs heavy in the air between them. Niles’ heart skips a beat.

“Ready?” Leo asks, and Niles’ smirk returns in full force.

“Oh! Consent, I like it!” He praises as he gets into a comfortable position. “Always the quick learner, milord.”

Leo leans over Niles and fumbles with the drawer next to his bed, retrieving a sizeable container of lube. Niles looks pleased, eyebrows raising in faux surprise, but Leo just blushes and ignores him once again, squeezing a good amount into his hands (he remembered!) before rubbing them together to warm up the slick liquid (keeping in mind how Odin yelped in surprise at the cold under Niles, when the archer had failed to do so). Niles spreads his legs for him, unable to hide his own excitement, and lifts his hips up a little for Leo’s easy access.

Leo pushes the first finger in slowly, as if he was afraid of hurting him, and although Niles knows he could take far worse treatment, Leo’s concern means the world to him. “I’ll be fine, so when you think I can take it, push another one in.” When Leo can slip the second inside him, Niles doesn’t try to hold back his moans, hips pushing back against Leo’s hand, head tossed back against the bed.

Leo is trying to remember what Niles did to Odin, but he’s also afraid to take himself too far out of the moment, so he improvises. He shifts and slides farther down the bed, until he’s able to return his mouth to Niles’ dick, hesitantly lapping at the precum oozing out of its head before taking it into his mouth, shallowly bobbing his head as two fingers follow some kind of internal rhythm inside of Niles in an attempt at coaxing him apart.

Niles’ breath catches, lips parting to allow a strained “ _milord_ ”to slip through, the tight, wet heat of Leo’s mouth nearly enough to drive him over the edge.

Leo takes Niles’ enthusiasm in pushing back onto his fingers as a sign that he was ready to take a third finger, and so he tentatively pokes Niles with it for approval before sliding it slowly inside, careful to be gentle. Niles tenses at the new stretch, but forces himself to relax around the fingers inside him.

“I’m alright,” he reassures Leo when he pauses at his brief stiffness, bringing a hand to Leo’s cheek, brushing his thumb over the heated skin there fondly. “Keep going.”

So Leo does, swirling his tongue around Niles’ cock as he takes him farther into his mouth, fingers moving again in earnest. And when Niles’ hips begin to grow as eager as before, Leo takes that as a sign to speed up the pace, the tightness around his fingers making his head spin.

“I’m ready,” Niles says, and his voice is unsteady and laden with pleasure. If that alone wasn’t enough to spur Leo into action, the velvety moan of “I want you inside me” definitely was.

Leo gives Niles’ cock one last lick before pulling off of him and nodding, body sliding back up the bed. Niles makes an approving sound and reaches for a pillow to place under his hips, angling them just so.

Leo kisses him, desperate and needy and filthy, and when he pulls back both of their lips are slick with spit. For a split second, Leo looks to be coming out of the moment, self-consciousness catching up with him, but Niles is quick to comfort him. He reaches for Leo’s hand, twining their fingers together. “You’re doing great, milord. I promise.”

Leo looks away, cheeks a bright red. “I-I know!” he manages. And Niles just nods earnestly when Leo gives him another inquiring look, and that’s all Leo needs to finally continue.

Niles lifts his hips, legs spreading wider to accommodate Leo as he leans over him, positioning himself, slick head rubbing against the tight ring of muscle. Niles pushes against him, encouraging him to move, and he lets out a shaky moan as Leo begins to push his way inside. Niles is so _tight_ and _hot_ around him and it makes Leo moan, a desperate edge to it as he bottoms out inside of him, hand tightening its grip on Niles’ own as, at last, he’s in as deep as he can go.

They stay like that for a moment, Leo’s expression twisting—already overstimulated by the tightness around him. “I-it’s okay?” he asks, biting his bottom lip, and after Niles nods again, Leo starts to move in slow, unsteady thrusts, his moans gradually building in volume.

“Faster,” Niles moans, hips rocking eagerly against Leo’s, and Leo is unable to do anything but comply, thrusts growing faster and less unsteady. The pleasure is incredible, unlike anything Leo had ever experienced before—it makes him lightheaded, makes him cry out loud enough to drown out Niles’ moans.

It isn’t long before Leo is pounding into him in a rhythm only he could make sense of, grip releasing Niles’ and moving to his hips, clawing at them as he uses the hold to pull him into every thrust. Niles’ back arches off the bed, taut like a bow, and he reaches for Leo. “Can I touch you, milord?” Niles asks, breathless, and Leo nods.

“C-call me Leo, please…”

Niles lets out a breathy chuckle. “ _Leo,_ ” He drags his fingernails down his back, gently, just enough to sting, and Leo gives a shaky cry, the sensation nearly making him lose his mind.

Just as he’s going to pump Niles along with him, Niles’ hands come around to his chest, pressing flat against it. Leo slows, expression worried. “Are you alri—” He starts to ask, but before he can finish, he’s shoved back. Niles quickly moves to straddle him, sliding back down on his dick as soon as he was situated. Leo chokes on his question, hands immediately flying to Niles’ hips again, fingertips digging into the flesh.

“You deserve a reward for being such a good student,” Niles says, low and seductive, and he begins to move his hips, riding Leo’s cock. The pleasure makes his vision white at the edges and he’s helpless to do anything but match Niles’ rhythm, thrusting hard and deep inside him again and again.

“O-of course I-I am a good student,” Leo manages, tries, really making an attempt to convince Niles that _this was just to prove himself_.

“You are,” he says, grabbing one of Leo’s wrists. “Touch me,” Niles moans, and it comes out like a plea, and Leo immediately has a hand on him, stroking him hard and fast, and by the way Niles’ hips shudder, he was close. It doesn’t take long before Leo is tossing his head back, moans loud and guttural, like for once in his life he’s able to let go and not think about himself or his duties—not think about _anything_ but the waves of intense pleasure crashing in his mind, behind his eyelids, down his body until his hips jerk and the only things he can manage to say are unintelligible. He means to ask Niles where he can finish, he really does, just to prove that he was paying attention, but right now it was _well_ beyond him. Luckily, Niles already knows.  

“It’s okay, you can finish inside,” Niles says breathlessly, “Odin was new, but I’m okay with it.” So Leo does, can’t stop himself, really—gripping Niles’ hips hard, his head falling forward and nearly lifting himself off the bed when he finishes with a breathy groan of Niles’ name, followed by another loud moan. Niles takes over stroking himself, Leo unable to focus on it once he was too close, and finishes himself, careful to catch it all in his hand. He’d work Leo up to alternatives at a later date.

Niles rolls off of him and immediately goes to fetch a towel to clean things up. “Phew! Not bad, Leo—hm, milord.” He catches himself, not knowing if their first-name basis was for intimacy only. But Leo weakly shakes his head.

“Leo is fine…” he manages, catching his breath, and Niles only chuckles and climbs back in bed with him, sidling up to lay back against the pillows.

“So you did well! I’m very proud of you, milord,” Niles tells him when he translates the look on Leo’s face. “And how do you think your first time went?” Leo rolls his head over to look at him, still clearly dazed from his orgasm, but he reaches out to run his fingers through Niles’ hair, and then against his cheek.

“We should do this more often,” Leo answers hazily.

“Of course, milord.”

“Perhaps without… the pretense of learning?”

“Oh?” Niles smiles, eyebrows raising, heart swelling. “Pretense?”

Leo, not realizing what he said until Niles brought it up, blushes a hot pink, bringing the sheet up to hide his face. “The things you make me say, Niles, I swear!”

“Come now, I would love to,” Niles says, laughing fondly, “But for now, let’s get you cleaned up.”

Leo has to bite his lips to hide a giddy smile as he watches Niles get up and walk away. Class participation was _always_ fun when Niles was involved.

 


End file.
